A Medical Device Daily
Cardinal Health (Dublin, Ohio) reported a cash tender offer to purchase up to $1.2 billion of its long-term debt securities. The tender offer is part of a previously disclosed plan to reduce the company's long-term debt after the completion of the planned spinoff of CareFusion and includes notes issued by both Cardinal and one if its wholly owned subsidiaries, Allegiance. Conditions to the tender offer include the completion of the planned spinoff of CareFusion and Cardinal receiving a cash distribution from CareFusion in the amount of about $1.4 billion.
The company said it would fund the purchase of Allegiance notes from cash on hand and will fund the purchase of Cardinal Health notes from the cash distribution from CareFusion. The balance of the cash distribution will be used to retire the floating rate notes of Cardinal Health due in October, the company said.
Cardinal said the settlement date for early tendered notes with an acceptance priority level of one will be promptly after the early tender time and is expected to be on or about Sept. 11 for notes issued by Cardinal Health, and Sept. 14 for notes issued by Allegiance, in each case, unless the early tender time is extended. The settlement date for notes with an acceptance priority level of one that are tendered and accepted after the early tender time, but prior to the expiration time, and for notes with an acceptance priority level of other than one that are tendered and accepted prior to the expiration time, will be promptly after the expiration time, and is expected to be on or about Sept. 25, for notes issued by Cardinal Health, and Sept. 28 for notes issued by Allegiance, unless the tender offer is extended. Tenders of notes submitted after the expiration time will be invalid and will not be accepted.
In addition to receiving the applicable consideration, holders of notes validly tendered and accepted for purchase will receive accrued and unpaid interest on the notes from the last interest payment date for the notes up to, but not including, the applicable settlement date for the notes.
Tendered notes may be withdrawn at any time prior to the withdrawal deadline of 5 p.m., EDT, on Sept. 10, unless extended. The dealer managers for the offer are Barclays Capital, RBS Securities, and UBS Securities. The co-dealer managers for the offer are Deutsche Bank Securities and Goldman, Sachs & Co. Cardinal Health has retained D.F. King & Co. to serve as the information agent and the tender agent for the offer.
Cardinal Health makes medical and surgical products, including gloves, surgical apparel and fluid management products. It also supplies medical products to clinical laboratories and operates a network of radiopharmacies that dispense products to aid in the early diagnosis and treatment of disease.
In other financing activity, Roper Industries (Sarasota, Florida) reported the pricing of its public offering of $500 million of 6.25% notes due 2019. The offering is expected to close, subject to customary closing conditions, on Sept. 2.
The notes will bear interest at the rate of 6.25% a year, and interest will be payable semi-annually on March 1 and Sept. 1 of each year, beginning March 1, 2010. The notes will mature on Sept. 1, 2019.
Net proceeds from the sale of the notes will be used for general corporate purposes and to repay borrowings under Roper's senior unsecured credit facility, the company said.
Banc of America Securities, J.P. Morgan Securities and Wells Fargo Securities are serving as joint book-running managers for the offering. Mitsubishi UFJ Securities (USA), and SunTrust Robinson Humphrey are serving as senior co-managers for the offering.
Roper provides engineered products and solutions for global niche markets, including water, energy, radio frequency and research/medical applications.